ORIGINAL HOUSE ENGROSSED

BILL NO. 0216

ENROLLED ACT NO. 41, HOUSE OF REPRESENTATIVES

FIFTY-SIXTH LEGISLATURE OF THE STATE OF WYOMING

2001 GENERAL SESSION

AN ACT relating to banking; revising various banking
statutes to include bank holding companies as specified;
modifying provisions relating to bank holding companies;
making technical and conforming amendments; and providing
for an effective date.

Be It Enacted by the Legislature of the State of Wyoming:

Section 1.  W.S. 13-2-304(b), 13-3-102,
13-3-202(a)(intro) and (x)(B), 13-3-204(a)(i) and (ii),
13-9-201(a) and (b), 13-9-203, 13-9-307(a)(i)(B)(I), (II)
and (vii), 13-9-308(b)(iii), 13-9-309(c), 13-10-107(c),
13-10-203(a) and 13-10-204(b) are amended to read:

13-2-304. Transfer of stock and other ownership
interests.

(b) Transfers of stock voting ownership interests of
a bank or of a bank holding company shall be reported to
the state banking commissioner not less than ten (10) days
prior to being made if the transfer:

(i) Equals or exceeds ten percent (10%) of the
bank's or the bank holding company's outstanding shares
voting ownership interests; or

(ii) Is made to a person owning or controlling
ten percent (10%) or more and less than eighty percent
(80%) of the bank's or the bank holding company's
outstanding shares voting ownership interests.

13-3-102. Loans to executive officers, directors,
principal shareholders or others with ownership interests.

Page 1

No bank shall loan any of its funds to executive officers,
directors or to any person owning or controlling ten
percent (10%) or more of the bank's outstanding stock or of
the stock of a holding company of the bank or its bank
holding company's voting ownership interests, or to any
firm or corporation person in which its any of the
executive officers, or directors or such principal
shareholders owners or controllers are interested except
upon the written application of the person, firm or company
and then only with the prior approval of a majority of the
board of directors. The approval of the loan, if allowed,
shall be made a part of the records of the directors'
meeting.

13-3-202. Investment in stock of other corporations.

(a) No state bank shall invest any of its assets in
the capital stock of any other corporation except as
follows:

(x) In the stock of a bank engaged exclusively
in providing services to state or national banks or their
subsidiary corporations, bank holding companies or their
subsidiary corporations, or other financial institutions,
hereinafter referred to as a "banker's bank," subject to
the following limitations:

(B) The investing state bank or holding
company may not invest in a banker's bank more than ten
percent (10%) of its capital stock and paid in and
unimpaired surplus.

13-3-204. Operating subsidiaries; application; fee;
new activities.

Page 2

(a) With prior written approval of the commissioner,
a bank may purchase for its own account the stock in a
corporation to perform functions that are authorized for
the bank or that are usual or incidental to the business of
banking, subject to the following conditions:

(i) The bank shall own or control eighty percent
(80%) or more of the voting stock of the subsidiary
corporation;

(ii) No officer, director or shareholder of the
bank or any person in a substantially similar controlling
or governing position of the bank’s its bank holding
company shall otherwise have a direct or indirect pecuniary
interest in the subsidiary corporation;

13-9-201. Examination; fee.

(a) Each corporation or individual bank holding
company owning or acquiring the controlling interest of a
state bank is subject to the inspection of the state
banking commissioner. The state banking commissioner or a
duly appointed examiner shall visit the offices of the
corporation or individual bank holding company whenever the
state banking commissioner feels it is necessary or
expedient and make a complete and careful examination of
the conditions and resources of the corporation or
individual bank holding company, the mode of managing its
affairs and conducting its business and the safety and
prudence of its management as it relates to the policies of
the banks which it controls.

(b) The state banking commissioner shall collect from
every corporation or individual bank holding company
subject to this section an amount equal to the total cost
of the examination and all actual and necessary expenses.

Page 3

The fees and expenses collected shall be remitted to the
state treasurer as collected and credited to the financial
institutions administration account within the earmarked
revenue fund. Expenditures shall be made from the account
by warrants drawn by the state auditor, upon vouchers
issued and signed by the director or commissioner. Funds
from the account shall be expended only to carry out the
duties of the commissioner or the state banking board.

13-9-203. Financial responsibility.

The state banking commissioner shall examine the capital
and other ownership structure of each corporation or
individual bank holding company subject to W.S. 13-9-201
and shall require the same degree of financial
responsibility of the corporation or individual bank
holding company required by this act of the bank
controlled.

13-9-307. Definitions.

(a) For purposes of this article:

(i) "Acquire" means:

(B) For a company to assume direct or
indirect ownership or control of:

(I) More than twenty-five percent
(25%) of any class of voting shares ownership interests of
a bank holding company or a bank, if the acquiring company
was not a bank holding company prior to the acquisition;

(II) More than five percent (5%) of
any class of voting shares ownership interests of a bank

Page 4

holding company or a bank, if the acquiring company was a
bank holding company prior to the acquisition; or

(vii) "Company" has the meaning set forth in the
Bank Holding Company Act, 12 U.S.C. section 1841(b) and
includes a bank holding company same meaning as "bank
holding company" as defined in W.S. 13-1-101;

13-9-308. Permitted acquisitions.

(b) The prohibition in subsection (a) of this section
shall not apply where the acquisition is made:

(iii) In a transaction in which a bank forms its
own bank holding company, if the ownership rights of the
former bank shareholders are substantially similar to those
of the shareholders holders of the ownership interests of
the new bank holding company.

13-9-309. Required application; fees.

(c) If the applicant is an out-of-state bank holding
company that is not incorporated or otherwise formed under
the laws of this state, it shall submit with the
application proof that the applicant has complied with any
applicable requirements of W.S. 17-16-1503, 17-16-1506 and
17-16-1507 title 17.

13-10-107. Failure to report or cooperate with state
banking commissioner.

(c) Any officer, director or employee of a bank who
willfully and knowingly fails to report any transfer of
ownership interests of the bank or of its bank holding
company stock to the state banking commissioner as required
by this act is guilty of a misdemeanor punishable by a fine

Page 5

of not less than five hundred dollars ($500.00) nor more
than one thousand dollars ($1,000.00), imprisonment for not
less than six (6) months nor more than one (1) year, or
both.

13-10-203. Cease and desist orders; Wyoming financial
institutions; bank holding companies notice; opportunity
for hearing.

(a) After notice and opportunity for hearing, the
commissioner shall issue a final cease and desist order to
a Wyoming financial institution if the Wyoming financial
institution or any officer, director, employee or agent of
the institution is violating or is about to violate any
state statute or rule relating to financial institutions or
is engaging or is about to engage in an unauthorized or
unsafe and unsound practice. After notice and opportunity
for hearing, the commissioner shall issue a final cease and
desist order to a bank holding company if the bank holding
company or any officer, director, manager, employee or
agent of the bank holding company is violating or is about
to violate any state or federal statute or rule relating to
bank holding companies or is engaging or is about to engage
in an unauthorized or unsafe and unsound practice relating
to Wyoming financial institutions owned or controlled by
the bank holding company.

13-10-204. Temporary cease and desist order; Wyoming
financial institutions; bank holding companies; service.

(b) If the commissioner believes the actions of a
bank holding company or of any officer, director, manager,
employee or agent of the bank holding company pose an
immediate threat to the safety and soundness of a Wyoming
financial institution owned or controlled by the holding
company or to the interests of the depositors, creditors or

Page 6

shareholders of the financial institution, the commissioner
may issue a temporary cease and desist order to the bank
holding company pending final action on the proposed cease
and desist order issued pursuant to W.S. 13-10-203.

Section 2.  This act is effective July 1, 2001.

(END)

Speaker of the House President of the Senate

Governor

TIME APPROVED: _________

DATE APPROVED: _________

I hereby certify that this act originated in the House.

Chief Clerk

Page 7